On September 2, Col. George G. Dibrell was leading a brigade of about 1,000 Confederates to link up with Maj. Gen. Joesph Wheeler in Tullahoma.

Many of the men did not have any weapons and were told that they would be armed when they linked up with Wheeler. Being late at night, Dibrell ordered his force to bivouac for the night at a place between Readyville and Woodbury. The local Union forces learned of Dibrell's location and set out to attack them.

On September 3, at 1:00 A.M., Col. Thomas J. Jordan led 9th Pennsylvania Cavalry to the Confederate position. Jordan planned for 3 companies to make a dismounted flank attack while the rest of his force made a frontal attack. At 4:45 A.M., the attack began.

The Confederates were caught completely by surprise. Within 10 minutes, Jordan's cavalry had routed the Confederate force. The Federals captured 200 horses and a bunch of equipment and rifles.

Over half of the Confederate force managed to escape and headed eastward toward Woodbury.